The prickly, dark tone of Roald Dahl's quirky 1961 children's book "James and the Giant Peach" is captured with a mesmerizing glow in the film version, opening today at Bay Area theaters. It's a stunning, delightful image adventure like nothing done before on the big screen.

The kids' fantasy, created by San Francisco director Henry Selick, uses stop-motion puppet animation and computer imaging as well as live action.

"James and the Giant Peach" is frequently so alluring that viewers may feel the urge to get lost in the picture's curious shadings, intricate merriment and fantastical atmosphere.

The five songs performed in the movie were written by Randy Newman. "James" features brief live-action sequences that book-end the major, animated portion of the movie. The live action does not enchant nearly as much as the animation, but it succeeds in setting a distinctive Dahlesque tone -- the same crooked grins and overbearing, vainglorious adults so prevalent in all Dahl's writings (and that now earn the film its PG rating). Dahl's skewed wonders seem to defy filmic adaptation, but Selick (who also directed the off-kilter "The Nightmare Before Christmas") has managed a unique version, one that blends the poignancy of a child's lonely dream and his intimate rapport with imaginary friends -- insects all -- into a remarkable entertainment.

Character is everything in this story, and the movie captures with bracing insight and touches of mad humor the nutty sorts who populate the tale. James himself is not a nut, however. The distinction is crucial, because the story puts innocence in the midst of a screwy universe and lets the chips fall.

James Henry Trotter, a 9-year- old English orphan, is played by Paul Terry (also the voice for the animated James). The kid is a delight. The live-action wicked aunts, Spiker and Sponge (Joanna Lumley and Miriam Margolyes), are riotously icky women who treat James like a slave after the death of his kindly parents.

The insect character voices are Simon Callow as the wise Grasshopper; Richard Dreyfuss as smart-aleck Centipede; Jane Leeves ("Frasier") as resourceful Ladybug; Miriam Margolyes as hard-of-hearing Glowworm; Susan Sarandon as French-accented Spider and David Thewlis as nervous Earthworm.

The tale is beautifully set up in fuzzy, glowing tones (cinematography by the Bay Area's Hiro Narita). But the tone changes after James is taken in by his bad aunts. Then a craggy old man (Postlethwaite) hands James a bag of magical crocodile tongues "boiled in the skull of a dead witch." They glow and leap about, and James is warned about their powers, which soon cause a giant peach to grow outside his aunts' house.

James discovers a magic opening and, when he climbs inside, turns from a live-action boy into the animated version. Then he meets the insects (animated puppet figures), and the enormous fruit suddenly rolls into the sea.

The puppets give the film its distinctive look. As three-dimensional objects, they are nothing like the characters in a drawn or painted animation film. Traveling both inside the peach and on its buttery skin, they interact amusingly in deftly accomplished scenes and face horrendous perils. Dangers include a shark that devours everything and skeletal pirates in the underwater Arctic.

Along with the innovative hit "Toy Story," "Peach" goes one step further in establishing the Bay Area as a center of bold cinematic invention.

Scenes of extraordinary complexity are mixed with moments of extraordinary beauty. Sheer visual poetry characterizes a sequence in whichthe travelers harness the peach to a flock of seagulls.

Some may find "James and the Giant Peach" too dark and cold. But Dahl was a frequently chilly writer. So have some fun and blame the book for a change.